View Full Version : Fair Elections? Romney buys Clear Channel

12-13-2007, 01:39 PM
Mitt Romney's Massachusetts-based private equity firm, Bain Capital, founded in 1984 by Mitt Romney has just purchased Clear Channel Communications the largest radio station owner in the country.

"Clear Channel owns over 1,100 full-power AM, FM, and shortwave radio stations, twelve radio channels on XM Satellite Radio, and more than 30 television stations in the United States. Premiere Radio Networks, which is the largest syndication company in the United States, is a wholly owned subsidiary of Clear Channel and is home to Rush Limbaugh, Glenn Beck, and many others. Sean Hannity recently signed a large multi-market contract with Clear Channel, as well.".


Clear Channel Communications, Inc. Enters into Merger Agreement with Private Equity Group Co-Led By Bain Capital Partners, LLC and Thomas H. Lee Partners, L.P.

Clear Channel Shareholders offered $37.60 per share in cash; Transaction valued at $26.7 billion

San Antonio, Texas, November 16, 2006?Clear Channel Communications, Inc. (NYSE: CCU), a global leader in the out-of-home advertising industry, today announced the execution of a definitive merger agreement with a group led by Thomas H. Lee Partners, L.P. and Bain Capital Partners, LLC, pursuant to which the group will acquire Clear Channel in a transaction with a total value of approximately $26.7 billion, including the assumption or repayment of approximately $8.0 billion of net debt.

Under the terms of the agreement, Clear Channel shareholders will receive $37.60 in cash for each share of Clear Channel common stock they hold, representing a premium of approximately 25% over Clear Channel?s average closing share price of $29.99 during the 30 trading days ended October 24, 2006, the day before the Company first acknowledged that it was evaluating strategic alternatives.

Morgan Stanley, Citigroup, and Deutsche Bank as well as Credit Suisse, RBS and Wachovia are acting as financial advisors and providing firm financing commitments to the private equity group. Morgan Stanley, Citigroup, Deutsche Bank, Credit Suisse and RBS are also providing equity commitments.

The board of directors of Clear Channel, with the interested directors recused from the vote, has unanimously approved the merger agreement and has resolved to recommend that Clear Channel?s shareholders adopt the agreement. A special advisory committee consisting of disinterested directors unanimously determined the terms of the transaction to be fair.

Mark P. Mays, the Chief Executive Officer of Clear Channel, said, ?We are very pleased to announce this transaction which provides substantial value to our shareholders. We look forward to working with Thomas H. Lee Partners and Bain Capital Partners to continue our business plan to provide exceptional programming to our audiences and value to our advertising partners.?

Scott Sperling, Co-President of Thomas H. Lee Partners, stated, ?Clear Channel is one of the nation?s truly great companies that has the finest collection of outdoor and radio assets in the industry. We are extremely pleased to be partnered with the management team led by Mark and Randall Mays and to have the opportunity to work with them and to grow this company that was created by its Chairman and founder, L. Lowry Mays. Clear Channel has tremendous long term growth opportunities in both the radio and outdoor businesses and we look forward to partnering with Mark and Randall to create value in the years ahead.?

John Connaughton, a Managing Director at Bain Capital, said, ?We are very impressed with Clear Channel?s strong management team and the company?s leadership positions in a variety of markets and media formats. Clear Channel is an exceptional media franchise that is well-positioned to grow thanks to the solid foundation the Mays family has created. We look forward to partnering with Clear Channel as it continues to innovate in meeting the changing needs of the audiences and advertisers it serves.?

The merger does not require the consent of unsecured note holders and is not conditioned upon a merger, consolidation or going private transaction involving Clear Channel Outdoor Holdings, Inc.

The merger is subject to the approval of Clear Channel?s shareholders, requisite regulatory approvals and customary closing conditions. Under the merger agreement, Clear Channel may solicit competing bids from third parties through December 7, 2006, and may negotiate with parties that submit competing proposals by that time until January 5, 2007.

Clear Channel may, at any time, subject to the terms of the merger agreement, respond to unsolicited proposals. If Clear Channel accepts a superior proposal, a break up fee would be payable by the Company. There can be no assurance that the solicitation of proposals will result in any alternative transaction.

At the request of the disinterested directors, three members of senior management have agreed to significantly reduce payments that could be payable upon a change of control by an amendment to their employment agreements.

Clear Channel also today announced, by separate press release, that it intends to solicit buyers for 448 radio stations in selected small markets as well as for its television broadcasting division. The merger is not conditioned on the consummation of any of these sale transactions.

Goldman, Sachs & Co. is acting as exclusive financial advisor to Clear Channel and Lazard Frères & Co. LLC is acting as financial advisor to the special advisory committee. Goldman, Sachs & Co. and Lazard Frères & Co. LLC have each delivered a fairness opinion to the Board and special advisory committee, respectively. Akin Gump Strauss Hauer & Feld LLP is acting as legal advisor for Clear Channel and Sidley Austin LLP is acting as legal advisor for the special advisory committee. Ropes & Gray LLP and Dow Lohnes PLLC are serving as legal advisors to the private equity group.

(continued at link above)

12-13-2007, 01:57 PM
Bane - A person or thing that ruins or spoils.

Bain Capital alright.

12-13-2007, 01:57 PM

Dan D.
12-13-2007, 05:55 PM
I suspect it just got a lot harder to buy advertising...

Goldwater Conservative
12-13-2007, 08:48 PM
You or your friends can buy the airwaves, but don't you dare let working class Americans donate over $2300 to the cause. :rolleyes:

12-13-2007, 09:41 PM
You or your friends can buy the airwaves, but don't you dare let working class Americans donate over $2300 to the cause. :rolleyes:

The $2,300 is outdated and obsured. There is no reason why Obama, Hillary, and Rudy should be able to get fistfulls of millions without a single middle class person donating a penny......that has never been explained to me.

Our system is designed to guarantee corporate ownership.

Does this now mean Romney can run all the free adds he wants or does he still have to buy them separately from the corporations?

12-13-2007, 09:45 PM
......that has never been explained to me.

To keep the common man out of the election process and assure the elections are unfair and a mockery of liberty and freedom? I don't know, just a thought.

12-13-2007, 09:48 PM
. . . Can we say WHAT THE FUCK any louder?

12-14-2007, 02:36 AM
Uh, the date on that is November 16, 2006.

12-14-2007, 08:39 AM
I guess politics indeed make strange bedfellows.

12-14-2007, 03:57 PM
this is part of a larger mormon conspiracy

12-14-2007, 04:33 PM
Some one explain this to me. One would assume that Romney is running to win, that he expects to win the presidency. How does it square that he owns (at least partially) the largest radio network in the US? Does anyone else see the conflict of interest for the president to have his own radio network? That's as handy as a carpenter who come to work with his own saw. I guess it's a job requisite now.

12-16-2007, 02:45 PM
John, Clearchannel has HUGE stocks in Europe as well. It's a global commodity.